James Bligh
About James Bligh
James (“Jamie”) Bligh is Interim Chief Financial Officer (Principal Financial Officer) and a Director of CDT Equity Inc. (formerly Conduit Pharmaceuticals Inc.). He has served on the Board since 2023 and became Interim CFO in May 2024; he also holds the role of Senior Vice President – Strategy . Bligh holds a BSc in Economics & Finance from the University of Bristol and is age 38 as of the 2025 proxy record date; he executed the Section 302 and Section 906 CFO certifications for CDT’s Q3 2025 Form 10-Q on November 13, 2025 . CDT’s strategy shift to a data-driven biotech platform and AI-enabled asset repositioning is outlined in the Q3 2025 10-Q, with management led by Chair Dr. Freda Lewis-Hall, CEO Dr. Andrew Regan, and CFO James Bligh .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Conduit Pharmaceuticals Limited | Co-founder; Board member | 2019–present | Built asset-repositioning biotech; board-level governance since inception |
| Corvus Capital Limited | Partner | 2008–2019 | Led reverse takeovers, listings, IPOs, secondaries, M&A; SPAC advisory experience |
| East Imperial Pte. Ltd. | Director | Sep 2017–Apr 2018 | Oversight during listing and growth of premium beverages purveyor |
| Bermele Plc | Director | Jun 2021–Feb 2022 | Special purpose acquisition vehicle; executed RTO to East Imperial |
| Mertz Plc | Director | Jan 2021–Mar 2022 | Board service for listed vehicle; capital markets transactions |
| Leverett Plc / Nuformix Plc | Advisor (via SPAC listings) | Prior to 2019 | Supported listing and subsequent acquisition in pharma development |
| Cizzle Biotechnology Holdings PLC | Advisor (transactions) | Prior to 2019 | Diagnostics developer; capital markets advisory |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| East Imperial Pte. Ltd. | Director | Sep 2017–Apr 2018 | Governance and strategic direction in consumer beverages |
| Bermele Plc | Director | Jun 2021–Feb 2022 | Executed SPAC-related RTO transaction pathway |
| Mertz Plc | Director | Jan 2021–Mar 2022 | Board oversight of listed investment vehicle |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary (currency shown per disclosure) | — | $438,060 (USD) |
| Annual Base Salary per Employment Agreement | — | £400,000 (GBP) |
| Target Bonus % of Base | — | 40% |
| Actual Bonus Paid (Nonequity Incentive) | — | — |
| All Other Compensation | — | $16,732 (401(k) match) |
Notes:
- 2024 salary reflects a £60,000 increase for added interim CFO duties; bonuses are discretionary, tied to Board-set milestones .
Performance Compensation
| Incentive Type | Grant Date | Qty / Units | Grant Date Fair Value | Exercise Price | Expiration | Vesting | Payout / Status |
|---|---|---|---|---|---|---|---|
| RSU (fully vested shares) | Jun 2024 | 372 shares | $105,852 | — | — | Fully vested at grant; awarded for interim CEO responsibilities | Shares issued; value based on $284/share |
| Stock Options | 12/1/2023 | 37 (exercisable), 112 (unexercisable) | — | $8,265 | 11/30/2033 | 1/4 annually over 4 years from 9/22/2023 | Service-based vesting schedule |
| Stock Options | 11/18/2024 | 630 (exercisable), 630 (unexercisable) | — | $138 | 11/17/2034 | 50% at grant; remaining 50% in 3 equal annual installments | Service-based vesting schedule |
| Annual Bonus Opportunity | Target % | Metric(s) | Target | Actual | Payout |
|---|---|---|---|---|---|
| Discretionary Cash Bonus | 40% of base salary | Board-established milestones | Not disclosed | Not disclosed | Not disclosed |
Policy and Clawback:
- Equity awards subject to recoupment to the extent required by law or any company clawback policy .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Oct 25, 2024) | 93,181 shares; <1% of outstanding |
| Options Held (12/31/2024 snapshot) | 12/1/2023: 37 exercisable, 112 unexercisable; 11/18/2024: 630 exercisable, 630 unexercisable |
| Anti-hedging / Anti-pledging Policy | Executives and non-employee directors prohibited from hedging or pledging Company stock, and from margin accounts |
| Pledging Context | Board disclosed pledge/dispositions by another director (Dr. Regan) and formed a Special Committee; no specific pledge disclosure naming Bligh |
| Ownership Guidelines | Not disclosed in proxy |
Potential Insider Selling Pressure:
- No Form 4 disclosures for Bligh are cited in the 2025 proxy’s delinquent Section 16(a) report; note references pertain to Andrew Regan’s late filing regarding pledge/sales .
Employment Terms
| Term | Provision |
|---|---|
| Position | Interim CFO; SVP – Strategy |
| Employer | Conduit UK Management LTD. (subsidiary) |
| Contract Date | Amended & Restated Employment Agreement executed Nov 15, 2024 |
| Base Salary | £400,000 (GBP) |
| Bonus | Discretionary up to 40% of base, subject to milestones set by Board or committee |
| Expenses | Reimbursement for reasonable out-of-pocket expenses per Company policy |
| Notice | Minimum 6 months notice by either party; company may terminate immediately and pay for unexpired notice period |
| Severance Multiples | Not specified beyond notice pay discretion |
| Change-of-Control Terms | Not disclosed for Bligh |
| Clawback | Equity plan provides for recoupment to comply with law and company policy |
Board Governance
- Board Service: Director since 2023; nominated for re-election at the 2025 Annual Meeting with five-person slate .
- Committee Memberships: Audit (Farley – Chair; Lewis-Hall; Fry); Compensation (2024: Charles – Chair; Farley; Fry); Nominating & Corporate Governance (2024: Lewis-Hall – Chair; Charles). Bligh is not listed on these committees, consistent with independence requirements for membership .
- Board Leadership: Chair and CEO roles are separated (Chair: Dr. Freda Lewis-Hall; CEO: Dr. Andrew Regan), providing a link between management and non-executive directors .
- Attendance: Post-business combination, all directors who served during FY 2023 attended 100% of Board and committee meetings; Audit Committee held four meetings in FY 2024 .
Performance & Track Record
- CFO Certifications: Bligh signed Section 302 and 906 certifications for Q3 2025 10-Q, asserting fair presentation and effective controls oversight .
- Strategic Evolution: CDT’s Q3 2025 10-Q describes pivot to AI-driven asset selection, partnerships (Sarborg, Manoira), and repurposing clinical-stage assets—including AstraZeneca-licensed compounds—under management led by Lewis-Hall, Regan, and Bligh .
Compensation Structure Analysis
- 2024 Pay Mix: Cash salary $438,060 and equity components (RSU and options), with no disclosed annual bonus payout; 401(k) match $16,732 .
- Equity Design: Shift includes service-based options with significant front-loaded vesting (50% at grant in 2024 issuance) and fully vested RSU shares in 2024—a retention and recognition structure rather than performance-conditioned PSUs .
- Governance Controls: Formal clawback provision tied to applicable law/policy; insider trading policy prohibits hedging/pledging/margin—addressing alignment risks .
Risk Indicators & Red Flags
- Pledging/Hedging: Company prohibits pledging/hedging by insiders; Board disclosed significant pledging/dispositions by another director (Regan) and formed Special Committee and Trading Review Committee; no pledging disclosures naming Bligh .
- Section 16(a) Compliance: 2025 proxy identifies one delinquent filing (Regan) regarding a pledge and sales; no delinquent report cited for Bligh .
- Related Party Transactions: Multiple related-party and treasury items disclosed; none specifically tied to Bligh beyond his roles within Conduit subsidiaries .
Equity Ownership & Awards – Detailed Tables
Beneficial Ownership Snapshot
| Holder | Shares | % of Outstanding |
|---|---|---|
| James Bligh | 93,181 | <1% |
Outstanding Equity Awards (as of 12/31/2024)
| Name | Grant Date | Exercisable | Unexercisable | Exercise Price | Expiration | Vesting Schedule |
|---|---|---|---|---|---|---|
| James Bligh | 12/1/2023 | 37 | 112 | $8,265 | 11/30/2033 | 25% annually over 4 years from 9/22/2023 |
| James Bligh | 11/18/2024 | 630 | 630 | $138 | 11/17/2034 | 50% at grant; remaining 50% in 3 equal annual tranches |
Named Executive Officer Compensation (USD)
| Name | Fiscal Year | Salary ($) | Stock Awards ($) | Option Awards ($) | Nonequity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| James Bligh | 2023 | — | — | — | — | — | — |
| James Bligh | 2024 | $438,060 | $105,852 | $132,300 | — | $16,732 | $692,944 |
Insider Trading & Governance Policies
| Policy Area | Key Provisions |
|---|---|
| Hedging/Pledging/Margin | Prohibited for executives/directors (short sales, derivatives, margin accounts, pledging) |
| Clawback | Equity awards subject to recoupment to comply with applicable law and company policy |
Board Service History and Dual-Role Implications
- Service History: Director since 2023; standing for election on a five-nominee slate in 2025 .
- Committee Roles: Not listed on Audit, Compensation, or Nominating committees—these are populated by independent directors, mitigating potential independence conflicts stemming from his executive role .
- Dual-Role Implications: As CFO and Director, Bligh is a management director; the Board’s separation of Chair and CEO roles and independent committee compositions provide governance counterweights .
Investment Implications
- Pay-for-performance alignment is moderate: equity-heavy awards are service-based rather than PSU-linked; front-loaded vesting in 2024 options improves retention but dilutes performance stringency. Bonus is discretionary with a 40% target but lacks disclosed metrics/payouts, implying limited transparency into cash incentive alignment .
- Retention risk appears contained by 6-month notice pay and ongoing equity vesting, though absence of disclosed CoC protections for Bligh suggests limited golden parachute exposure; clawback provisions add downside protection for shareholders .
- Alignment risk from pledging is institutionally mitigated via prohibitions; pledge controversies relate to another director and triggered Special Committee reviews—monitor governance remediation and adherence going forward; no pledging disclosure naming Bligh .
- Execution capability is supported by Bligh’s capital markets and transaction background plus active CFO certifications; the AI/data-driven pivot requires disciplined capital allocation and IP-driven value capture, areas where CFO oversight is central to TSR delivery .